- Main article: The Alternative
At age 12, after returning from a soccer game, he found himself in his house with Vilgax, who was searching for the Omnitrix in Ben's room. When he sought help from Gwen, he ended up having to go onto Vilgax's ship the Chimeran Hammer to reattain the Omnitrix from Vilgax who had managed to find and liberate the Omnitrix from Ben (in spite of Grandpa Max's and Carl's attempts to stop him).
When Ben got onto the ship, he thought he was in the clear. Instead, though, he was captured and nearly killed. Kevin Levin (who had been imprisoned on the Chimeran Hammer earlier by Vilgax), aided by Azmuth, went to liberate Ben. Azmuth was faced with having to destroy the Omnitrix to prevent Vilgax from using it. Kevin, who had gained limited control over his powers (powers which became much like they are as of the meeting of him and Ben in Alien Force), was able to free Ben. Ben, without the Omntirix, was given a new tool. He wielded now the Galvanic Mechamorph suit once held by Azmuth's father.
After fighting Kevin Levin (who had decided he still wanted to go after Ben) on the ship, the Chimeran Hammer blows up with Ben just barely managing to escape. When he lands on the ground, he dubs himself "Upgrade Ben."
Back in Action: Alien Universe
After his backstory was revealed in The Alternative, he returned in Welcome to Chronospect where his assist to both Future Ben and Ben Tennyson prevented Thep Khufan Commander Tersce Tenebrosi from attaining the final piece of the Tritadagen staff - the Chronogen crystal located on Chronospect. At first, his identity was hidden, asking present Ben to refer to him as "Savior" (though Future Ben was aware of his true identity as he had been in Ben's position before).